Terms of Use

Serden Advertising Subscription: Please see Schedule 2 to this Agreement.
BILLING FOR SERVICE PROFESSIONALS: If you are both a Serden Leads Subscription member and a Serden Advertising Subscription member, you agree that you are receiving separate and valuable consideration from both by way of Contacts, including Leads, and exposure to consumers of both platforms. While there are some overlapping benefits for advertisers on both networks, these are separate products and there is separate value in the products and services they offer to you.

Promotion by Serden. From time to time, Serden may promote pros who meet certain standards determined by Serden. This promotion might come in the form of a badge or other designation.

Promotion by Serden
From time to time, Serden may promote pros who meet certain standards determined by Serden. This promotion might come in the form of a badge or other designation.

What You Agree

All Serden Service Professionals
You agree to all terms and conditions of this Agreement and represent, on behalf of you, your company (including any predecessor entities of your company), employees, subcontractors, and any individuals performing work on your behalf, at the time you become a Serden SP, and thereafter while this Agreement remains in effect, as follows:

Background Check Authorization and Disclosure:

AUTHORIZATION: You hereby:
(a) represent that you are the owner, principal, or manager of the company with authority to bind the company; and
(b) authorize Serden to provide your home mailing address, social security number, date of birth (“Personal Information”) and any other information you provide to us to a third-party information collection service entity selected by Serden, at any time while your company is in Serden's network, to verify, obtain copies of records, and gather any information pertaining to your criminal record, as well as financial screening (including but not limited to searches for bankruptcies, liens and civil judgments) for the purpose of Serden's evaluating its desire to enter into or continue a contractual business arrangement with you. Serden will share this Personal Information only with third parties designated to carry out the background checks and with Serden's affiliates.

DISCLOSURE: Serden hereby discloses to you that a consumer report, as defined by the Fair Credit Reporting Act, may be obtained for the purpose of advertising with Serden, its affiliates, representatives, or agents. You hereby authorize the procurement of the consumer report. Information from the consumer report will not be used in violation of any applicable federal, state, or local equal employment opportunity law or regulation. You understand that your date of birth will be used solely for identification purposes and will not be taken into account in any advertising decisions.

Membership in the Serden network is available only to individuals who are at least 18 years old and can form legally binding contracts under applicable law. By applying to join Serden, you represent and warrant that you are eligible.

You are qualified and capable of performing the services, trade, or tasks you selected when enrolling, and any subsequent amendments you make to your account related to services provided.

You are, and at all times will be, properly and fully licensed*, bonded and insured** (at levels in accordance with applicable industry standards) under all applicable laws and trade regulations (and upon request will produce documentation to verify this), and further, that you have not been turned down for insurance coverage related to your provision of services. You will notify us promptly of any such changes to your licensing, bonding, or insured status.
*If you or your company are operating under a license with special restrictions you agree and represent that you will at all times operate within the guidelines as specified by such restrictions.
**This requirement is only applicable to service professionals accepting Leads in the “Movers” category.

You will comply with the Serden membership requirements as specified from time to time. If these requirements are amended, you will be advised and must comply with any changes immediately upon notification if no action is required on your part or within thirty (30) days if affirmative action is required of you.

You expressly authorize Serden to share your personal information (including without limitation, the company’s name, address, licensing status, screening information, consumer reviews and rating, names and contact information of individuals affiliated with the company, and details regarding your advertising relationship with Serden with Serden’s affiliates, including without limitation, Handy, and IAC/Interactive Corp.

You hereby represent that you, any predecessor entities of your company, any other majority shareholders, partners or members, and your company, are free from any felony criminal convictions. If at any time during your membership with Serden you, any predecessor entities of your company, any other majority shareholders, partners or members or your company, should have a felony conviction entered against such party, you will promptly notify Serden. You further represent that you have not been sanctioned or penalized by any governmental authorities in connection with your provision of services to any of your customers, and that you have not been denied membership to (or had your membership revoked from) any professional industry associations. You authorize Serden to verify that all of the above representations are truthful and accurate at any time while this Agreement remains in effect.

You represent and warrant that neither you, your employees nor your subcontractors will be impaired by any drugs, alcohol or other controlled substances while performing any services pursuant to this Agreement.

You will cooperate with us if we attempt to facilitate the resolution of any customer complaints between you and your customers; however we are not liable to you or any customer if such matters cannot be resolved. We reserve the right to charge you for any amounts paid to a customer by Serden in connection with a dispute between you and a customer, or based upon your performance of or failure to perform services for a customer, and you agree to reimburse us for any such payments and for any costs, expenses or attorneys’ fees incurred by Serden in connection with the dispute. You agree that we shall have the right to disclose any information we have regarding you and your company to any authorities requesting information from us regarding any work or services you have performed.

If you provide any quotes to customers via the Serden Website, such quotes are provided for informational purposes only. A customer cannot contract with you via the Serden Website. In the event a customer selects you on our Website in response to a quote you provide (or schedules and appointment), such selection (or appointment) is merely an indication of the customer’s interest in contacting or being contacted by you. You agree that you will not charge a Lead fee to a consumer who has not hired you for a job.

If you provide written comments or testimonials about our service or activities, you agree that we shall have sole ownership of any and all intellectual property rights in such comments or testimonials, and that we may post and publish your comments or portions thereof at our sole discretion on our Website or in marketing materials including your name and company or agency, and that you shall not be entitled to any payments associated with our use of the foregoing. You hereby authorize us to use your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, content including photographs, in the form or format that you supply to us or that you upload to our Website, for use and posting on our Website and for use in marketing materials to be presented to customers or prospective SPs in online postings, via emails or otherwise to help promote you or your services, and that you shall not be entitled to any payments associated with our use of the foregoing. Serden reserves the right, in its sole discretion, to review, reject and remove any content that you upload to the Serden Website or your company profile.

You further represent that you have all necessary rights to display any of the logos, service marks, trademarks, and any other content that you upload to our Website, and you represent that your uploading for display of any such content, and the use by Serden of such content as contemplated by this Agreement, shall not violate any third party’s intellectual property rights. If there are any limitations or restrictions pertaining to the use or presentation of such logos, trade or service marks, it shall be your responsibility to provide us in writing with any such restrictions or limitations of use. If expressly authorized by us in writing in advance, you may be authorized during the term of this Agreement to use certain marks of Serden as necessary to promote your business. You are expressly prohibited from registering any trademarks or domain names of Serden.

By posting or providing any content on the Serden Website, including but not limited to photographs (“Content”), you represent and warrant to Serden that you own or have all necessary rights to use the Content, and grant to Serden the rights granted below. The foregoing representation includes, but is not limited to a representation and warranty that you own or have the necessary rights (including any necessary releases) to grant all rights granted below in relation to any persons, places or intellectual property pictured in any photographic Content that you provide. In addition, if you post or otherwise provide any Content that is protected by copyright, you represent that you have obtained any necessary permissions or releases from the applicable copyright owner. You hereby grant Serden and its users a perpetual, irrevocable, non-exclusive, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, store, display, reproduce, modify, edit, abridge, crop, create derivative works, perform, distribute, and place advertising near and adjacent to your Content on the Serden Website, and on any other websites owned or operated by Serden. Nothing in this Agreement shall restrict other legal rights Serden may have to the Content, for example under other licenses. Serden reserves the right to remove or modify Content for any reason, including Content that Serden believes violates this Agreement or our policies. You further authorize us and our affiliates, licensees, sublicensees, and users, without compensation to you or others, to reproduce, print, publish and disseminate in any format or media (whether now known or hereafter created) the Content, including, if submitted, your name, voice and likeness throughout the world, and such permission shall be perpetual and cannot be revoked for any reason. In the event your Serden account is terminated, or if you remove any Content from your Serden account, Serden and its users may retain your Content and may continue to use any of your Content (pursuant to the license granted above). You acknowledge and agree that any Content you post or provide may be viewed by the general public and will not be treated as private, proprietary or confidential. Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that you may have in any Content posted or provided by you.

You acknowledge and agree that all of the content and information posted on the Serden Website, including but not limited to Service Professional profiles, screening information, and Customer Ratings & Reviews (excluding any logos or trademarked materials, or other intellectual property of Service Professionals provided by Service Professionals), is the sole and exclusive property of Serden. You acknowledge and agree that you have no right to reproduce, post, publish, display or otherwise use any Customer Ratings & Reviews (including those relating to you and your business), or any other content posted on the Serden Website, other than content provided directly by you. You represent and warrant that all of the information you provide to Serden, including any and all information you include on your profile page, is true and accurate. You acknowledge that a violation of any of the foregoing could result in significant damages, and you agree that you are liable to Serden for any such damages, and will indemnify Serden in the event of any third-party claims against Serden based on or arising from your violation of the foregoing. You acknowledge and agree that Serden has the right, in its sole discretion, to contact customers about services you provide to gain their feedback and rating of you, and to display such Customer Ratings and Reviews on our Website. Serden is not responsible or liable to you for any comments, ratings or communications of any kind from customers that we choose to post on our Website.
You represent and warrant that you will comply with all applicable Federal, State, Provincial, local and other laws and regulations, including but not limited to the requirements of the Federal Trade Commission Act (“FTC Act”), the Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003 (“CAN-SPAM”), the Telephone Consumer Protection Act of 1991, its implementing regulations, amendments, and any interpretive orders (collectively, “TCPA”), the Telemarketing Sales Rule (“TSR”), and/or state calling statutes and regulations (“Do-Not-Call laws”), with respect to any Lead(s). You also represent that you will adhere to any contact permission identifier(s) for any Lead(s) provided to you by Serden. You are solely responsible for any communications that exceed the scope of the permission listed in the contact permission identifier(s) for any Lead(s) and for contacting any Lead(s) for which no contact permission identifier is provided, and you shall defend and indemnify Serden for any third-party claims resulting from such contacts.
You will not engage in any illegal acts or acts of wrongdoing, dishonesty or unethical business practices with Serden, any customer or other third party, including, but not limited to, disclosing any user personal information to any third party and in communicating with any Lead. 

YOU ACKNOWLEDGE AND AGREE THAT TO KNOWINGLY SHARE, DISTRIBUTE, TRANSFER, OR SELL A SERDEN SERVICE REQUEST, OR LEAD (OR THE INFORMATION CONTAINED THEREIN) OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT, IS A VERY SERIOUS BREACH OF CONTRACT AND FRAUDULENT MATTER THAT COULD RESULT IN INVASION OF PRIVACY RIGHTS OR OTHERS, SIGNIFICANT COSTS AND DAMAGES TO OTHERS AND TO SERDEN AND OTHER SERVICE PROFESSIONAL MEMBERS. RESPONDING TO SUCH A VIOLATION WOULD ALSO RESULT IN THE LOSS OF TIME AND EFFORT ON THE PART OF SERDEN . THERE ALSO MAY BE STATUTORY AND REGULATORY FINES AND PENALTIES IMPOSED FOR CONTACTING CONSUMERS AND BUSINESSES IN A MANNER NOT IN ACCORDANCE WITH THE APPLICABLE LAWS AND REGULATIONS INCLUDING BUT NOT LIMITED TO FEDERAL STATE AND PROVINCIAL DO-NOT-CALL LAWS, THE TCPA, TELEMARKETING REGULATIONS AND FEDERAL STATE AND PROVINCIAL ANTI-SPAM REGULATIONS. ACCORDINGLY, IF YOU KNOWINGLY SHARE, DISTRIBUTE, TRANSFER, OR SELL A SERVICE REQUEST, OR LEAD (OR THE INFORMATION CONTAINED THEREIN) OR OTHERWISE COMMUNICATE WITH A CUSTOMER OR LEAD OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT, YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO SERDEN, AS SET FORTH IN SECTION 4 BELOW, FOR ALL THE DAMAGES, WHETHER DIRECT OR INDIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES OR ATTORNEYS’ FEES THAT MAY ARISE FROM SUCH ACTIVITIES.

You agree to allow only employees of your company or independent contractors performing services directly on behalf of your business to contact or provide any service to customers you learn of via a Lead. To the extent you use any such subcontractors, you shall be responsible and liable for all acts and omissions of such subcontractors and for ensuring that such subcontractors comply with all the provisions of Section 2 of this Agreement. You agree not to sell, trade, gift, assign, or otherwise transfer any Service Requests, or Leads provided by Serden to any other party, including any other Serden Service Professionals.

In the event you participate in any promotion whereby Serden promotes an offer or discount related to your services, whether on the Serden Website, via direct mail, or otherwise, you agree to abide by the terms of such offer or discount.
By enrolling in the Serden network or otherwise becoming a member of Serden, and/or by inquiring about membership in the Serden network or other Serden products or services, you are requesting, and you expressly consent to being contacted by us and by our agents and representatives via phone (e.g. calls, text messages), fax, email, mail or other reasonable means, at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable “Do Not Call” list, and even if you have previously opted out from receiving marketing emails, phone calls, or text messages from Serden, in order that we may provide the services set forth on our site, to service your account, to reasonably address matters pertaining to your account, your inquiry, or for other purposes reasonably related to our business, including marketing related emails. You agree and acknowledge that Serden and its affiliates may use automated phone technology (including autodialed and/or artificial or prerecorded messages) to provide you with communications concerning your account or use of the Services, Leads and related information, updates concerning new and existing features on the Serden website, communications concerning promotions run by us, and news concerning Serden and industry developments, and that your consent is not required to purchase products or services. You represent that you are the current subscriber and/or owner of any telephone number that you provide to us and/or list in the Live Directory. You represent that you have received, and are authorized to convey to us, the consent of any other authorized users on your account to be contacted by us as described in this Section. You also represent that any phone number you provide to us and/or list in the Live Directory is a business phone number used for business purposes and shall not be treated or classified as a residential phone number for purposes of any federal, state, or provincial calling laws or regulations, including but not limited to the National and any state Do Not Call (“DNC”) registry. Should any of your contact information change, including ownership of your telephone numbers, you agree to immediately notify us before the change goes into effect by updating the contact information in your account. You agree that all consents provided in this Section will survive cancellation of your account, except if you opt-out. You consent to be automatically opted in to Serden’s SMS program, “Serden Leads Alerts,” and agree that Serden may send you one-time and recurring text messages with instructions on setting up your account, providing notifications regarding account activity, and special offers. For questions, Text HELP for more help or call (877)- 947-3639, and Text STOP to opt out of messages. Message and data rates may apply, and message frequency may vary. Carriers are not liable for delayed or undelivered messages, and supporting carriers include AT&T, Sprint, Verizon, T-Mobile & Metro-PCS. You may opt-out of receiving all automated calls and/or text (SMS) messages from Serden (including informational or transactional calls/texts) by updating your communications preferences in your account, by calling (877) 947-3676, or by replying with the word “STOP” to a text message from us; however you acknowledge that opting out of receiving automated calls and/or texts may impact your use of the Services. When opting out of text messages, you agree to accept a final message confirming your opt-out; this message may also seek clarification as to the scope of your opt-out. It is your sole responsibility to notify us if you no longer want to receive automated calls and/or texts. Please allow up to ten (10) business days (unless otherwise required by applicable law) to process any opt-out request. Please note that even if you opt out of automated calls and/or texts, we reserve the right to make non-automated calls and/or texts to you. You agree to indemnify us, our agents, affiliates, and independent contractors for any privacy, tort or other claims, including claims under the federal Telephone Consumer Protection Act (“TCPA”) or any state law equivalents, relating to your unauthorized provision of a telephone number and/or your failure to notify us of any changes in your contact information, including telephone number. You agree to indemnify, defend and hold us harmless from and against any and all such claims, losses, liability, costs and expenses (including reasonable attorneys’ fees). We shall have the exclusive right to choose counsel, at your expense, to defend any such claims. Your indemnity obligations under this Section will survive expiration or termination of this Agreement.
Serden’s mobile applications may implement location features that, if you consent, result in automatic collection of your geolocation information, in which case our mobile application may use such information to allow Serden and customers to view and track your location. We may also use this location information for our internal business purposes, and for providing and enhancing our products and services and advertising. IF YOU WANT TO STOP THE AUTOMATIC COLLECTION OF YOUR LOCATION INFORMATION, YOU MAY DO SO BY USING THE PRIVACY SETTINGS ON YOUR DEVICE, OR BY UNINSTALLING OUR MOBILE APPLICATION. CERTAIN FEATURES, SUCH AS SAME DAY SERVICE, WILL NOT BE AVAILABLE IF YOU OPT OUT OF LOCATION COLLECTION.
You represent and warrant that to the extent that a consumer is interested in any financing options through Serden or its financing partners, you will direct them to Serden, and you will not attempt to apply for any financing on the consumer’s behalf through Serden or its financing partners, or make any representations to the consumer regarding financing options or the likelihood of a consumer being approved for financing through Serden or its financing partners.
Any disputes about charges to your account must be submitted to Serden in writing within 30 days of the date such charges are incurred. You agree to waive all disputes not made within the 30-day period, and all such charges will be final and not subject to challenge.
You acknowledge that it is your responsibility to ensure that the communication methods that you have selected in your Serden profile, and all contact and billing information, are kept up-to-date and accurate. Serden is not responsible, or liable, for undelivered customer notifications. You agree to promptly notify Serden if your payment method is canceled (including if you lose your card or it is stolen), or if you become aware of a potential breach of security (such as an unauthorized disclosure or use of your payment method). In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for your credit or debit card as provided by your credit or debit card issuer.
You agree not to copy/collect Serden content via robots, spiders, scripts, scrapers, crawlers, or any automated or manual equivalent (e.g., by hand).
Serden Leads Subscription Members.
a. In addition to all of the other terms and conditions herein, SPs using Serden's Exact Match services (not available in Canada) also agree to the following: (i) SP hereby represents and warrants that the information provided by SP in the SP profile on the SP’s online profile page is, and shall at all times be, maintained in an accurate, up-to-date and professional manner, and in compliance with all applicable laws and regulations; (ii) SP hereby agrees that it hereby has automatically pre-accepted any Exact Match Directory Leads provided to it by Serden; (iii) SP hereby agrees to pay for any and all Exact Match Directory Leads, in accordance with the then current Serden fee schedule; (iv) Serden may provide SP’s phone number to any individual calling the Exact Match Numbers, and SP consents and agrees to receive calls at that phone number, and any phone number or device to which these calls are forwarded, from or on behalf of Serden and any customers or Leads; (v) SP acknowledges and agrees that not all consumers calling the SP’s Exact Match Number or visiting the SP’s online profile page will be directed to SP for reasons including, but not limited to the Exact Match consumer’s request not matching the SP’s profile, SP’s account being on hold or no longer being a member of the Serden network, or the SP not having any available monthly budget. In such event, Serden may direct consumers from the SP’s online profile page to the Serden Website; (vi) SP hereby authorizes Serden to take any and all actions necessary to generate click-throughs to SP’s online profile page and telephone calls to Exact Match Numbers, including contracting with search engines, Internet directories, and other online and offline advertising sources and making the representations herein on behalf of SP to such third parties, and (vii) SP authorizes Serden to use, copy, reproduce, and sublicense SP’s contact information, SP’s profile, and any content on the SP’s online profile page in furtherance of the foregoing. You further acknowledge, that in the event you are using Serden’s Exact Match services, and you are also a LiveDirectory subscription member, you may appear in the LiveDirectory at different times as an Exact Match listing, or a LiveDirectory subscription member listing, but will only be charged Lead Fees when you receive a service request generated from your listing appearing as an Exact Match listing.
Confidentiality. You agree that Serden’s member lists, consumer lists, the terms and conditions of this Agreement, and the existence of this Agreement (collectively, the “Confidential Information”), shall be held in strict confidence, for the mutual benefit of you and Serden, and that, except as necessary in the sale of the goods or performance of the services, you shall not disclose any Confidential Information without the prior written consent of Serden. You are strictly prohibited from selling, sharing, or transferring any of Serden’s Confidential Information, including

Indemnification; Limitation of Liability; Disclaimer of Warranties.

Indemnification. You shall fully protect, indemnify and defend Serden and all of its managers, officers, directors, shareholders, parents and subsidiaries, suppliers, partners, employees, agents, affiliates, and each of their successors and assigns (“Indemnified Parties”) and hold each of them harmless from and against any and all third-party claims (whether actual or threatened), demands, lawsuits, proceedings, liens, damages, causes of action, judgments, settlements, awards, penalties, fines, costs, expenses, liabilities of any and every nature whatsoever, including but not limited to personal injury, intellectual property infringement, fraud, deceptive advertising, telemarketing, and violation of any state, provincial or federal laws or regulations, property damage, attorneys’ fees and court costs, arising in any manner, directly or indirectly, out of or in connection with or in the course of or incidental to (i) any of your work for or dealings with any customers, (ii) your advertising, (iii) your use of or communications with Leads, including but not limited to any communications that exceed the scope of Serden’s contact permission identifier(s) or for which no contact permission identifier has been provided, and any communications in violation of the TCPA, the TSR, or any equivalent federal, state, or provincial laws, statutes, or regulations, or (iv) your services, representations, or obligations (including but not limited to your obligation to maintain the confidentiality of user personal information) set forth in this Agreement, including any extra work you perform for a customer for which Serden has not matched you, and in connection with your use of the Serden Leads Seal of Approval, REGARDLESS OF CAUSE OR OF ANY FAULT OR NEGLIGENCE OF SERDEN OR THE INDEMNIFIED PARTIES AND WITHOUT REGARD TO CAUSE OR TO ANY CONCURRENT OR CONTRIBUTING FAULT, STRING LIABILITY OR NEGLIGENCE, WHETHER SOLE, JOINT OR CONCURRENT, ACTIVE OR PASSIVE BY SERDEN OR THE INDEMNIFIED PARTIES.

Limitation of Liability. IN NO EVENT ARE WE LIABLE TO YOU FOR LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITY, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OR SPECIAL LOSSES, WHETHER BASED UPON A CLAIM FOR BREACH OF WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL OR EQUITABLE CLAIM RELATING TO THIS AGREEMENT, THE RELEVANT GOODS OR SERVICES OR PERFORMANCE HEREUNDER. IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF SERDEN TO YOU EXCEED THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO SERDEN DURING THE PRECEDING 12 MONTHS, REGARDLESS OF THE BASIS OR FORM OF CLAIM.

Disclaimer of Warranties. YOU UNDERSTAND AND AGREE THAT, EXCEPT AS EXPRESSLY SET FORTH HEREIN, SERDEN DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, SECURITY, AND ACCURACY, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Any claim which you have or may hereafter have which arises out of or relates to, directly or indirectly, this Agreement or Serden's performance hereunder must be made within one hundred twenty (120) days after the termination of this Agreement. Any claim not so made shall be deemed waived by you.

AGREEMENT TO ARBITRATE ALL DISPUTES AND GOVERNING LAW.

Informal Negotiations. To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and Serden, including without limitation any dispute or claim related to or arising out of this Agreement (“Dispute”), you and Serden may attempt to negotiate any Dispute informally (the “Informal Negotiations”) before initiating any arbitration or court proceeding. Such Informal Negotiations will commence upon written notice. Your address for any notices under this Section is your physical address that you have provided to Serden. Serden’s address for such notices is: Serden, Attn: Legal Department, [Address].

Arbitration. If a Dispute is not resolved through Informal Negotiations, you and Serden agree to resolve any and all Disputes (except those Disputes expressly excluded below) through final and binding arbitration (“Arbitration Agreement”). This Arbitration Agreement shall be governed by the Federal Arbitration Act and evidences a transaction involving commerce. The arbitration will be commenced and conducted before a single arbitrator under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website (www.adr.org). Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules). If you are unable to pay such costs, Serden will pay all arbitration fees and expenses. Each party will pay the fees for his/her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement. However, the preceding sentence shall not apply to the “Class Action Waiver” described in Subsection (d) below.

Excluded Disputes. You and Serden agree that the following Disputes are excluded from this Arbitration Agreement: (1) any Dispute seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights; (2) individual claims in small claims court; (3) any claim that an applicable federal statute expressly states cannot be arbitrated; and (4) any claim for injunctive relief.

WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A CLASS ACTION. To fullest extent permitted by applicable law, You and Serden agree to bring any Dispute in arbitration on an individual basis only, and not as a class or collective action. There will be no right or authority for any Dispute to be brought, heard or arbitrated as a class or collective action (“Class Action Waiver”). Regardless of anything else in this Arbitration Agreement and/or the applicable AAA Rules or AAA Consumer Rules, the interpretation, applicability, enforceability or formation of the Class Action Waiver may only be determined by a court and not an arbitrator.

Rules/Standards Governing Arbitration Proceeding. A party who wishes to arbitrate a Dispute covered by this Arbitration Agreement must initiate an arbitration proceeding no later than the expiration of the statute of limitations that applicable law prescribes for the claim asserted. The arbitrator shall apply the statute of limitations that would have applied if the Dispute had been brought in court. The arbitrator may award any remedy to which a party is entitled under applicable law, but remedies shall be limited to those that would be available to a party in their individual capacity, and no remedies that otherwise would be available to an individual under applicable law will be forfeited. The arbitrator is without authority to apply any different substantive law. The parties have the right to conduct adequate civil discovery and present witnesses and evidence as needed to present their cases and defenses, and any dispute in this regard shall be decided by the arbitrator. The location of the arbitration proceeding shall take place in the city or county where you reside, unless each party agrees otherwise. A court of competent jurisdiction shall have the authority to enter judgment upon the arbitrator’s decision/award.

Severability. You and Serden agree that if any portion of this Section entitled “Mutual Arbitration Agreement” is found illegal or unenforceable, that portion will be severed, and the remainder of this Section will be given full force and effect.